The consideration to be paid by Newport is $8.43 per share, or a total of approximately $230 million in cash. The transaction is expected to close in the fourth quarter of 2011, subject to receiving required regulatory approvals, the approval of Ophir’s shareholders and other customary closing conditions. Newport expects the transaction to be immediately accretive to its earnings following the closing.

Ophir is headquartered in Jerusalem, Israel, with manufacturing operations in Israel and the United States, and sales offices in the states, Japan and Europe. Its shares arepublicly traded on the Tel Aviv Stock Exchange under the trading symbol “OPIR”.

For the 12 month period ended March 31, 2011, Ophir had revenue of $111.8 million and operating income of $12.5 million. For its first quarter ended March 31, 2011, Ophir reported revenue of $30.2 million and operating income of $3.9 million. Over the five year period from 2006 to 2010, Ophir’s compound annual growth rate in revenue was approximately 19%. For fiscal year 2010, approximately 48% of its sales were to customers in the U.S., 34% to customers in Israel and Europe, and 18% to customers in Asia. The company has approximately 650 employees worldwide.

The acquisition will be completed through a merger of Ophir with a newly formed subsidiary of Newport, with Ophir becoming a wholly owned subsidiary of Newport following the closing.

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In many cases, “compliance” is doing what’s required of us. Most companies know this, but in order to move to Operational Excellence (OpEx) we need to tap into the culture of continuous improvement, and achieve what is “desired” versus just what is “required.”